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ALLURION TECHNOLOGIES, INC.

For the period ended Mar 31, 2026. Filed May 15, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 15, 2026

ALUR$0.67-5.6%Stored close · as of Mar 6, 2026

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Other Information

Item 5. Other Information.

(a) Notice of Delisting

On May 11, 2026, we received a letter (the “Delisting Notice”) from the staff of the New York Stock Exchange (the “Exchange” or “NYSE”) indicating that we do not meet certain of the Exchange’s continued listing standards as set forth in Section 802.01C of the NYSE Listed Company Manual that require listed companies to maintain an average closing price of a security of not less than $1.00 over a consecutive 30 trading-day period.

We are required to notify the NYSE within 10 business days of receipt of the Delisting Notice, or Tuesday, May 26, 2026, of our intent to cure the trading price deficiency or be subject to suspension and delisting procedures. Provision by us of notice of intent to cure the deficiency will enable us to qualify for a six-month cure period. As described below, our securities have been suspended from trading on the NYSE as a result of other deficiencies. Nevertheless, we intend to seek to cure the trading price deficiency and to provide the NYSE with the required notice of such intent in a timely manner. The cure of such trading price deficiency may be effectuated through implementation of the reverse stock split previously approved by our stockholders.

As previously reported, on March 2, 2026, we received a notice from the Exchange stating that we were not in compliance with the continued listing criteria of Section 802.01B of the NYSE Listed Company Manual, which requires us to maintain either (i) at least $50 million of stockholders’ equity or (ii) at least $50 million of total market capitalization on a 30-trading day average basis; and on August 29, 2024, we received a notice from the Exchange stating that we were not in compliance with the continued listing criteria of Section 802.01B of the NYSE Listed Company Manual. We have a right to a review these prior determinations by a Committee of the Board of Directors of the Exchange (the “Committee”), have appealed the NYSE’s previous determinations to commence delisting proceedings, and have a review by the Committee scheduled for July 16, 2026.

Nevertheless, because our market capitalization is below $15 million, trading of our securities on the NYSE is currently suspended pending the resolution of our appeal. Our securities are currently being traded on the OTCQB exchange.

Our efforts to regain compliance with the continued listing requirements of the NYSE or gain compliance with the initial listing requirements of another exchange, such as the NYSE American, are ongoing and include discussions and negotiations with existing creditors and security holders, as well as capital raising efforts. In furtherance thereof, we have previously announced an agreement with our largest creditor to exchange all of its outstanding debt securities for shares of preferred stock at an exchange ratio representing a substantial premium to the Company’s current trading price, subject to certain conditions, and have completed a warrant inducement transaction. Nevertheless, there can be no assurance that we will be able to regain compliance with the Exchange’s continued listing standards or gain compliance with the initial listing requirements of another nationally recognized securities exchange.

The Delisting Notice does not affect our ongoing business operations or our reporting requirements with the Securities and Exchange Commission. The Delisting Notice has no immediate impact on the listing of our shares of common stock, par value $0.0001 per share (the “Common Stock”) or our warrants to purchase 0.056818 shares of Common Stock, with an exercise price of $202.50 per share of Common Stock (the “Warrants”), which will continue to be listed and traded on the OTCQB exchange during the Exchange’s review period, subject to our compliance with the other listing requirements of the OTCQB exchange.

If the Common Stock ultimately were to be delisted from the Exchange for any reason, such delisting could negatively impact us by (i) reducing the liquidity and market price of our Common Stock and Warrants; (ii) reducing the number of investors willing to hold or acquire the Common Stock and Warrants, which could negatively impact our ability to raise equity financing; (iii) limiting our ability to use a registration statement to offer and sell freely tradable securities, thereby preventing us from accessing the public capital markets; and (iv) impairing our ability to provide equity incentives to its employees.

(c)None of our directors or “officers,” as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, adopted or terminated a Rule 10b5-1 trading plan or arrangement or a non-Rule 10b5-1 trading plan or arrangement, as defined in Item 408(c) of Regulation S-K, during the fiscal quarter covered by this Quarterly Report on Form 10-Q.

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